Bridgepoint Education Tender Offer with Odd-Lot Provision (7.3% Upside in a Month)

Posted on November 13, 2013 by admin
  • Company: Bridgepoint Education Inc
  • Ticker: NYSE:BPI
  • Market Cap: $1B
  • Size of Action: 10.25mm shares or 18.8% of shares outstanding
  • Type of Transaction: Tender offer (cash)
  • Current Price: $18.18
  • Exchange Price: $19.50
  • Potential Gain (%): 7.3%
  • Expiration: 5PM EST 12/11/13
  • Tender Limit (Shares): 99
  • Max Investment ($): ~$1800
  • Max Gain ($):  ~$131
  • Sec Filing:  http://www.sec.gov/Archives/edgar/data/1305323/000119312513439325/d626214dex99a1a.htm
  • Summary: Bridgepoint Education, Inc., a Delaware corporation (“Bridgepoint,” the “Company,” “we,” or “us”), is offering to purchase up to 10,250,000 shares of our common stock, par value $0.01 per share (the “common stock”), at a purchase price of $19.50 per share without interest and less any applicable withholding tax, upon the terms and subject to the conditions of this Offer to Purchase and the related Letter of Transmittal (which together, as they may be amended and supplemented from time to time, constitute the “Offer”). The number of shares to be purchased includes shares that may be tendered upon conditional exercise of vested stock options with an exercise price of less than $19.50 per share (“Option Shares”) as described in Section 3. As used in this Offer to Purchase, unless otherwise noted, the term “shares” includes Option Shares but does not include any shares used to pay the exercise price in “cashless” exercises of options or warrants or to satisfy tax withholding obligations on option exercise.
  • Odd Lots: Purchase Order: first, from all holders of “odd lots” of fewer than 100 shares who properly tender all of their shares and do not properly withdraw them before the expiration of the Offer.
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